The Board of Directors is, after the General Meeting, the next highest decision-making body. According to the Swedish Companies Act, the Board of Directors is responsible for the administration and organisation of the Company. This means that the Board is responsible, among other things, for establishing targets and strategies, ensuring that procedures and systems are in place for the evaluation of set targets, continuously assessing Kancera’s financial position, and assessing operational management.

The Board of Directors is also responsible for ensuring that the annual report and, where applicable, the consolidated annual report and interim reports are prepared on time. The Board also appoints the CEO. Each year, the members of the Board of Directors are elected at the Annual General Meeting for the period up to the end of the next Annual General Meeting.

According to the Company’s articles of association, to the extent that the Board is elected by the General Meeting it must consist of at least three (3) and no more than eight (8) members, without deputies.

The Chairperson of the Board is elected by the Annual General Meeting and has special responsibility for the management of the Board’s work and for ensuring that the work of the Board is well organised and conducted in an effective manner. The Chairperson of the Board does not take part in the operational management of the Company. The Board of Directors adheres to written rules of procedure that are revised annually and established at the first Board meeting following election each year.

The rules of procedure govern, among other things, Board practices, functions, and the division of work between the members of the Board of Directors and the CEO. In conjunction with the first Board meeting, the Board also establishes instructions for financial reporting and terms of reference for the CEO.

The Board of Directors meets according to a pre-established annual schedule. In addition to these meetings, further meetings may be arranged to deal with issues that cannot be referred to an Annual General Meeting. As well as the Board meetings, the Chairperson of the Board and CEO maintain a constant dialogue regarding management of the Company.